Details of issuance or disposal
Issuance of stock acquisition rights (stock options) by offering (19th, 20th and 21st series stock acquisition rights)
Series 19 stock acquisition rights 654,000 shares (6,540 rights × 100 shares) / Series 20 stock acquisition rights 27,000 shares (270 rights × 100 shares) / 21st series stock acquisition rights 7,000 shares (70 rights × 100 shares)
The height of each bar represents the proportion of shares received by each allottee. The thin line below represents the number of existing shares to which these shares are added.
¥7,848,000 (19th series stock acquisition rights)
Increase of 684,000 shares (if all rights are exercised)
1.05% (if all of these stock acquisition rights are exercised)
The dilution rate shows what proportion the newly issued shares represent of the existing shares. The higher the proportion, the more the value and voting rights per share are diluted.
Restricted stock is stock awarded as compensation that cannot be sold during a specified period, with the restrictions lifted once the applicable conditions are met.
| Item | Details |
|---|---|
| Type of issuance or disposal | Issuance of stock acquisition rights (stock options) by offering (19th, 20th and 21st series stock acquisition rights) |
| Number of shares to be issued or disposed of | Series 19 stock acquisition rights 654,000 shares (6,540 rights × 100 shares) / Series 20 stock acquisition rights 27,000 shares (270 rights × 100 shares) / 21st series stock acquisition rights 7,000 shares (70 rights × 100 shares) |
| Issue price and disposal price | Series 19 stock acquisition rights ¥1,200 per right / Series 20 stock acquisition rights No consideration / 21st series stock acquisition rights No consideration |
| Total issue value | ¥7,848,000 (19th series stock acquisition rights) |
| Payment date | 16 July 2026 (19th series stock acquisition rights only; no cash payment is required for the 20th or 21st series) |
| Intended allottee | Category The Company's directors, executive officers and employees, and directors and employees of the Company's subsidiaries / Number of Employees 54 / Number of units 6,540 rights, Category The Company's executive officers and employees, and directors of the Company's subsidiaries / Number of Employees 23 / Number of units 270 rights, Category Employees of the Company and employees of the Company's subsidiaries / Number of Employees 2 / Number of units 70 rights |
| Intended allottee's holding policy | The acquisition of the stock acquisition rights through a transfer requires approval by resolution of the Company's Board of Directors |
| Dilution Rate | 1.05% (if all of these stock acquisition rights are exercised) |
| Total number of issued shares | Increase of 684,000 shares (if all rights are exercised) |
| Basis for determining the amount to be paid | For the 19th series stock acquisition rights, the closing price of the Company's common shares on the Tokyo Stock Exchange on the allotment date, or, if no trading takes place, the closing price on the most recent trading day. The issue price was determined with reference to the valuation calculated by an independent valuation institution using a Monte Carlo simulation. The exercise price for the 20th and 21st series is ¥1 per share |
| Exercise price | Series 19 stock acquisition rights The closing price of the Company's common shares on the Tokyo Stock Exchange on the allotment date. Adjustment provisions apply in the event of a share split, share consolidation or similar event / Series 20 stock acquisition rights ¥1 per share. Adjustment provisions apply in the event of a share split, share consolidation or similar event / 21st series stock acquisition rights ¥1 per share. Adjustment provisions apply in the event of a share split, share consolidation or similar event |
| Exercise period | From 1 July 2029 to 31 July 2035 |
| Number of Stock Acquisition Rights | Total number issued 6,880 rights (6,540 rights in the 19th series, 270 rights in the 20th series and 70 rights in the 21st series) / Unexercised balance Not disclosed |
| Conditions for lifting transfer restrictions | For the 19th and 20th series, consolidated EBITDA must exceed ¥22.0 billion in any one of the 4 fiscal years from the fiscal year ending March 2029 through the fiscal year ending March 2032. For the 21st series, the performance targets of the Company's subsidiary to which the relevant recipient belongs must be achieved |
| Reason for acquisition without consideration | If an agreement or other matter relating to a corporate reorganization is approved by a general meeting of shareholders or resolved by the Board of Directors, or if the holder of the stock acquisition rights becomes unable to exercise them under the exercise conditions |
| Categories and Number of Persons Covered | The Company's directors, executive officers and employees, and directors and employees of the Company's subsidiaries: 54 people, 6,540 rights; the Company's executive officers and employees, and directors of the Company's subsidiaries: 23 people, 270 rights; employees of the Company and employees of the Company's subsidiaries: 2 people, 70 rights |
| Procedures under the Corporate Code of Conduct | The issue price was determined with reference to a valuation by the independent valuation institution 株式会社プルータス・コンサルティング |
| Impact on Business Performance | No impact on financial performance from the issuance of these stock acquisition rights has been stated |
Items this document does not state (10)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.To accelerate business expansion into new areas and profit growth, and to retain and secure talented personnel both inside and outside the Company and enhance their motivation and morale. The exercise conditions for the 19th and 20th series stock acquisition rights require consolidated EBITDA to exceed ¥22.0 billion, while the exercise condition for the 21st series stock acquisition rights is the achievement of performance targets by the relevant subsidiary.